Iridex Announces Convertible Note Financing
05 August 2024 - 2:00PM
IRIDEX Corporation (“Iridex”, or the “Company”) (Nasdaq: IRIX), a
worldwide leader providing innovative and versatile laser-based
medical systems, delivery devices, and procedure probes for the
treatment of glaucoma and retinal diseases, today announced it has
executed definitive agreements related to a private placement
financing (the “Financing”) of a senior convertible promissory note
(the “Initial Note”) with Lind Global Asset Management IX LLC, an
entity managed by The Lind Partners (together, “Lind”), which will
result in net proceeds of approximately $3.5 million at closing.
Subject to certain conditions, the Company may issue a subsequent
note (the “Subsequent Note”, and together with the Initial Note,
the “Notes”) to Lind for additional net proceeds of approximately
$1.5 million, for total potential net proceeds of approximately $5
million to the Company. The Financing is subject to customary
closing conditions.
“This Financing, together with significant
expense reductions implemented and prudent capital management,
delivers balance sheet liquidity and operating runway as we pursue
success with our strategic process,” said David Bruce, Chief
Executive Officer of Iridex. “Several benefits make this small
financing favorable for the Company, including low risk-adjusted
cost of capital, optionality for early pre-payment and potential
for reduced dilution given the conversion price premium. We are
focused on maintaining solid liquidity runway in the business to
reach success with our strategic process and continued growth
recovery that will benefit our stockholders.”
Each of the Notes has a 24-month term. The
Initial Note has a principal amount of $4,200,000 (the “Initial
Note Principal Amount”) and the Subsequent Note, if issued, will
have a principal amount of $1,800,000 (the “Subsequent Note
Principal Amount” and, together with the Initial Note Principal
Amount, the “Principal Amount”). The Notes are convertible into
shares of the Company’s common stock at an initial price per share
of $2.44 (the “Conversion Price”).
Under the terms of the Notes, the Principal
Amount the Company is required to repay will be reduced to the
extent the Company elects to repay the outstanding Principal Amount
(i) within 180 days of the issuance of the applicable Note, or (ii)
after 180 days but within 365 days of the issuance of the
applicable Note. Within 30 days following the issuance of a Note
(as applicable), the Company is required to file a registration
statement (the “Registration Statement”) with the Securities and
Exchange Commission (the “SEC”) to cover Lind’s resale of any
shares of the Company’s common stock underlying the applicable
Note.
Commencing 120 days from the issuance date of
the Notes, subject to certain conditions, the Company will begin to
repay the outstanding Principal Amount of the applicable Note in
twenty consecutive monthly installments. At the Company’s option
each month, repayments can be made in cash plus a 4% premium,
shares of the Company’s common stock (“Repayment Shares”) or a
combination of cash and Repayment Shares.
About The Lind PartnersThe Lind Partners
manages institutional funds which invest in small-cap and mid-cap
companies publicly traded in the US, Canada, Australia and the UK.
Lind’s multi-strategy funds make direct investments ranging from $1
to $30 million, invest in syndicated equity placements and
selectively buy on market. Having completed more than 200 direct
investments, totaling over $2 billion in transaction value, Lind’s
funds have been flexible and supportive capital partners to
investee companies since 2011.
About Iridex CorporationIridex Corporation is a
worldwide leader in developing, manufacturing, and marketing
innovative and versatile laser-based medical systems, delivery
devices and consumable instrumentation for the ophthalmology
market. The Company’s proprietary MicroPulse® technology delivers a
differentiated treatment that provides safe, effective, and proven
treatment for targeted sight-threatening eye conditions. Iridex’s
current product line is used for the treatment of glaucoma and
diabetic macular edema (DME) and other retinal diseases. Iridex
products are sold in the United States through a direct sales force
and internationally primarily through a network of independent
distributors into more than 100 countries. For further information,
visit the Iridex website at www.iridex.com.
© 2024 Iridex Corporation. All rights
reserved.
Safe Harbor StatementThis announcement contains
forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the
Securities Act of 1934, as amended, including those statements
concerning the expected closing of the Financing, value-maximizing
transactions, dilution and the anticipated filing of a registration
statement in connection with the Financing. The Company can provide
no assurance that it will complete any value-maximizing
transactions on behalf of its stockholders. These statements are
not guarantees of future performance and actual results may differ
materially from those described in these forward-looking statements
as a result of a number of factors. Please see a detailed
description of these and other risks contained in our Annual Report
on Form 10-K filed with the SEC on March 29, 2024 and our Quarterly
Report on Form 10-Q filed with the SEC on May 14, 2024.
Forward-looking statements contained in this announcement are made
as of this date and will not be updated.
Investor Relations ContactPhilip
TaylorGilmartin Groupinvestors@iridex.com
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